SEC Form 4 · accession 0001584346-18-000004
Babcock & Wilcox Enterprises, Inc. · BW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A Carano
Officer — Senior Vice President
Period of report
Mar 2, 2018
Accepted (ET)
Mar 6, 2018 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001630805
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 2, 2018 | M | 361 | $0.00 | A | 13,180 | D | |
| Common Stock | Mar 2, 2018 | F | 361 | $5.53 | D | 12,819 | D | |
| Common Stock | Mar 3, 2018 | M | 8,342 | $0.00 | A | 21,161 | D | |
| Common Stock | Mar 3, 2018 | F | 2,498 | $5.53 | D | 18,663 | D | |
| Common StockF1 | holding | — | — | — | 262 | I | 401k Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | $0.00 | Mar 2, 2018 | M | 273 | D | — | Mar 2, 2018 | Common Stock | 273 | 8,144 | D |
| Restricted Stock UnitsF4,F5 | $0.00 | Mar 2, 2018 | M | 88 | D | — | Mar 2, 2018 | Common Stock | 88 | 7,572 | D |
| Restricted Stock UnitsF6 | $0.00 | Mar 3, 2018 | M | 8,342 | D | — | Mar 3, 2020 | Common Stock | 8,342 | 16,684 | D |
Explanation of responses
- F1Based on number of units held in the BW Thrift Plan and the fair market value of BW common stock as of February 28, 2018.
- F2The reporting person elected to defer receipt of all shares underlying the RSUs. On March 2, 2018, 8,417 RSUs vested and 273 of those shares were withheld to fulfill tax obligations. In accordance with his deferral election, vested shares will be delivered to the reporting person in five annual installments beginning six months following termination of employment.
- F3100% of the RSUs vest on March 2, 2018.
- F4The reporting person elected to defer receipt of all shares underlying the RSUs. On March 2, 2018, 2,719 RSUs vested and 88 of those shares were withheld to fulfill tax obligations. In accordance with his deferral election, vested shares will be delivered to the reporting person in five annual installments beginning six months following termination of employment.
- F5RSUs vest in three equal annual installments beginning March 2, 2016.
- F6RSUs vest in three equal annual installments beginning March 3, 2018.